A meeting of the Board of Directors of Antariksh Industries Limited was held on June 26, 2026, commencing at 11:30 AM and concluding at 12:30 PM. The Board noted and approved several significant corporate actions.
Share Purchase Agreement and Change in Control
The Board noted the execution of a Share Purchase Agreement (SPA) dated June 26, 2026, between the existing promoter, Mrs. Gitaben Nitinbhai Patel (Seller), and the acquirers M/s. Riddhi Infocom Solutions LLP (PAC) and Mr. Alpitkumar Pravinchandra Gor.
- Transaction Details: The acquirers have agreed to acquire up to 73.48% of the paid-up equity share capital of the company from the seller. This constitutes 150,599 equity shares (Sale Shares).
- Purchase Price: The sale consideration is set at ₹86.00 per share, amounting to a total consideration of ₹1,29,51,514 (Rupees One Crore Twenty-Nine Lakh Fifty-One Thousand Five Hundred Fourteen Only).
- Impact: Upon completion of this transaction and a mandatory open offer, M/s. Riddhi Infocom Solutions LLP and Mr. Alpitkumar Pravinchandra Gor will acquire control over the company and will be classified as the new promoters. The existing promoter, Mrs. Gitaben Nitinbhai Patel, is proposed to be reclassified as a public shareholder. The composition of the Board of Directors will be altered to include directors nominated by the acquirer.
- Relationship: The acquirers are neither related to the company nor to the current promoter. The transaction is not a related party transaction.
- Conditions: The transaction is subject to the fulfilment of certain conditions precedent identified in the SPA, including receipt of relevant customary and regulatory approvals and the completion of the open offer under the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.
Preferential Issue of Equity Shares
The Board considered and approved the issuance of equity shares on a preferential basis, subject to shareholder and other necessary approvals.
- Issue Details: The company will issue up to 22,25,000 (Twenty Two Lakh Twenty Five Thousand) equity shares of face value ₹10 each.
- Issue Price: The issue price is set at ₹86 per share, which includes a premium of ₹76 per share.
- Total Proceeds: The issue will aggregate to ₹19,13,50,000 (Rupees Nineteen Crore Thirteen Lakh Fifty Thousand Only).
- Allottees: The shares will be allotted to five allottees:
- Riddhi Infocom Solutions LLP: 634,800 shares (Proposed-Promoter)
- Alpitkumar Pravinchandra Gor: 778,750 shares (Proposed-Promoter)
- Man Machine Mentors LLP: 201,000 shares (Non-Promoter)
- Windfield Projects LLP: 314,450 shares (Non-Promoter)
- Armita ADS LLP: 296,000 shares (Non-Promoter)
- Open Offer Trigger: The preferential allotment to Riddhi Infocom Solutions LLP and Alpitkumar Pravinchandra Gor, combined with the SPA, will trigger an obligation for them to make an open offer under SEBI Takeover Regulations.
Postal Ballot and E-Voting Process
The Board approved the draft Postal Ballot Notice, including the Explanatory Statement, to seek shareholder approval for the preferential issue. Mr. Nayan Pitroda (Proprietor of M/s. Pitroda Nayan & Co., ACS: 58473; CP Number: 23912) was appointed as the Scrutinizer for the remote e-voting process. National Securities Depository Limited (NSDL) was appointed as the agency to provide the remote e-voting facility. The Postal Ballot Notice will be submitted to the stock exchange and hosted on the company's website (www.antarikshindustries.com) upon dispatch.
Proposed Acquisition of Nextedge Ecommerce Private Limited
The disclosure also includes information on the company's plan to acquire Nextedge Ecommerce Private Limited (NEPL).
- Target Business: NEPL is engaged in third-party logistics (3PL) services and domestic/international general carriage and freight forwarding.
- Net Worth: As of March 31, 2025, NEPL's net worth was ₹1 lakh.
- Purpose: The acquisition is intended to allow Antariksh Industries to enter the logistics business. NEPL will become a subsidiary/associate company post-investment.
- Consideration: The acquisition will be for cash consideration. Specific details regarding the cost of acquisition and the timeline will be disclosed at the relevant time.
- Relationship: The proposed acquisition is not a related party transaction.
Post-Transaction Shareholding Pattern (Projected)
The disclosure provides a projected post-transaction shareholding pattern after giving effect to the SPA and the preferential issue, but excluding any shares acquired via the open offer.
- Pre-Transaction Capital: 204,940 shares
- Post-Transaction Capital: 2,429,940 shares
- New Promoter Holding: The new promoters (Riddhi Infocom & Alpitkumar Gor) will hold 1,564,149 shares, representing 64.37% of the enlarged capital.
- Public Shareholding: The public will hold 865,791 shares, representing 35.63% of the enlarged capital.